The Sensational SpiderGirl
by Ultimate Cyclops
Summary: AU Marvel Fanfic following the teenage superheroine "Spider-Girl". Contains FxF relationships and rated for language and possible content in future chapters. Bad with summaries, sorry. REBOOTED! See the last chapter for details!
1. Prologue

**A/N: Okay, I'm taking a break from my original stories on to write another fanfiction. I know I canceled my Silent Hill one but I'll be bringing that back soon and I'll explain why I canceled it the first time. As you can tell, this is not Mayday Parker's story. It's my own Spider-Girl and it's set as an alternate reality (basically) version of the Spider-Man movies. Leave a review, but don't flame! Thanks!**

**EDITED: FOR THOSE WHO HAVE READ THIS STORY BEFORE, ABIGAIL HAS BEEN RENAMED FOR PERSONAL REASONS. ABIGAIL'S NAME NOW STANDS AS MELANIE LOCKHEART.**

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Melanie waited patiently in the crowd of students waiting to board the disgustingly faded yellow bus that stood before them. It was another ridiculous science trip for all the grade levels that she didn't particularly care for but getting out of class was getting out of class. Her school's quarterly exams had been the week before and considering how well she did she thought she deserved a break, even if it _was _a stupid trip to learn about Spiders, the thing she hated most.

She patted the strap of her single-strapped backpack that buckled diagonally across her chest and then slipped one of her hands into the pocket of her baggy cargo jeans. Her friend was supposed to be going on the trip as well but Melanie didn't see her, at least not yet. Her friend wasn't one to pass up an opportunity to miss a day of school. Melanie knew she should have picked her friend up for school first, she was probably running down the road like a maniac trying to catch up with the bus before it left.

And as if on cue, there she was. Down the sidewalk came the late-as-ever Rylie Kolesnikov flailing her arms and yelling out Melanie's name as if she hadn't already caught onto the fact she was racing toward her like a freak. In order to save a few people from getting trampled over, Melanie stepped out of the crowd and into Rylie's line of rampage. Luckily though, Rylie stopped and bent over, putting her hands on her knees as her dark brown hair fell in her face.

"Think you're late enough?" Melanie asked, adjusting her backpack strap and looking down at her friend.

"Just a little bit," Rylie breathed, gasping for air, "I woke up late."

"How late?"

"Fifteen minutes ago."

"Nice, Rylie, nice." Melanie shook her head, stepping into the back of the crowd while Rylie got herself together and stood beside her.

"Is this thing supposed to last all day?" Rylie asked, slipping her hands into the pockets of her San Antonio Spurs hoodie. Upon noticing the heavy sweatshirt, Melanie realized she should have worn something besides the navy blue button-up shirt she'd decided to wear. This chilly air was going to kill her, and it didn't help that the shirt was thin. She mentally sighed and scolded herself as she looked around at everyone else going on the trip. They'd all been prepared; every single one of them was wearing a jacket of some sort.

Mumbling, she turned back to Rylie to answer her question that she almost let slide unanswered but as she opened her mouth to reply, she spotted a girl standing a little ways behind Rylie. And not just any girl, it was Mary Jane Huang.

It wasn't like Melanie hadn't ever seen or even talked to her before, but she still found the fellow senior beautiful beyond belief and it was hard to take her eyes away from the angel that didn't even know half the things she did to Melanie. You could call it a huge crush, or a huge problem, but either way, Melanie had had the biggest infatuation for Mary Jane ever since middle school, maybe sooner and she just hadn't realized it. The only problem was that she could never do anything about it. Mary Jane was always wrapped up in other relationships and Melanie knew better than to butt in on another relationship. Not only that but as of late, the closest she could even get to MJ was Basketball practice, a few of their classes together and once every few Saturdays if she got lucky. With all this senior stuff going on, it was hard for them to spend time with anyone outside of their school life.

Mleanie blinked a couple times, snapping herself out of the trance she'd been in due to the black-haired beauty and she focused her eyes back on Rylie.

"All day? Um, yeah. That's what our form said." She replied. Rylie shook her head with a smile.

"Staring at Mary Jane?" She asked.

"What? No." Melanie said defensively.

"Whatever you say." Rylie said, putting her hands on Melanie's shoulders and turning her around so she couldn't look at MJ anymore. Despite her efforts though, Melanie managed to glance over her shoulder and for a split second Mary Jane looked over at her and Melanie's storm blue eyes met MJ's chocolate browns before Rylie pushed Melanie's head back the other way.

"She's gonna think you're weird, stop." She said, and Melanie sighed, resisting her ever-growing urge to glance back again. She was _gonna _think she was weird? She probably already did. When you've known each other ever since you were kids, it's kind of hard not to notice the weirdness.

Melanie crossed her arms over her chest, ignoring her mind from then on. She didn't need to listen to it anymore for the duration of this stupid trip or she might do something she would regret for the rest of her natural-born life.

x-x-x-x-x-x-x-x-x-x-x

Mary Jane watched as Melanie's attention was forced away from her by the girl's best friend. That sucked. She'd wanted to get Melanie's attention all morning and when she finally found her, she was already preoccupied.

_Oh well,_ MJ thought to herself, _it's not like it's the first time your plans have been screwed up._

It was hard to get Melanie alone, but then again, it was amazing if she ever found _herself _alone for longer than ten minutes. It was crazy. But she had to admit that part of it was her fault. She had gotten herself involved in so much the passed few years so that she wouldn't have to think that much about Melanie but it all backfired. All the things she got involved in were things that Melanie also liked. The only things that ever took her mind off her even for the smallest amount of time were relationships. Relationships she never was able to stay in. Why? Well, that was something she kept to herself. Not even her closest friends knew and she planned to keep it that way. It wasn't any of their business, was it?

"Well hey there, Mary Jane." Said a voice from behind her that tore her from her thoughts. She had to force herself not to cringe when she felt the arms wrap around her waist. It was Randi Baenziger, her girlfriend and probably the most competitive, possessive person in the whole school, and to add on top of that, she _hated _Melanie. Of course, she didn't know this until _after _they gotten together.

"Hey Randi," she said, trying her best to force a happy tone. Randi obviously fell for it because she continued to hold onto her. MJ didn't do anything back, she just stood there and let her hold her while she simply stared at Melanie's backside, wishing she could be up there talking to her.

Sometime while Mary Jane was busy admiring her childhood friend, Randi had started talking and MJ wasn't paying the slightest bit of attention. Unfortunately, that's what Randi noticed.

"What are you looking at?" she asked.

_Busted_, MJ thought to herself, _smooth move_.

"Oh, nothing," she lied, then her words trailed off as she spoke her last one, "nothing."

"Bull!" Randi was getting pissed now and MJ knew exactly what was coming.

"Randi, please, calm down," she said softly but urgently, trying to avoid any conflict about to happen.

"You were staring at _her _weren't you?!" she snapped, and when MJ tried to defend herself, Randi started again.

"You were staring at Lockheart!" she said, stepping away from Mary Jane and glaring at Melanie.

"Randi, no," MJ grabbed her arm, but despite her efforts Randi broke free.

"I'm going to kick her fuckin' ass," The fiery redhead started walking towards the unsuspecting girl before them.

"Miranda!" MJ called, but it was in vain. Randi kept going, and MJ prepared for the worst.

x-x-x-x-x-x-x-x-x-x-x

Rylie heard a commotion behind her, but chose to ignore it. She hated when the kids did this right before a field trip; it was ridiculous.

She turned to her side to express her feelings towards the situation to Melanie when suddenly the girl disappeared from her side.

"What the--," Rylie cut herself off when she saw her friend get shoved to the ground by the biggest bitch in the school. She immediately went to her friend's aid, pulling her off her ass and shooing away the other students who had gathered to watch the could-have-been fight. While she did that, Melanie dusted off her shirt sleeves and then stared dead ahead at Randi.

"What was that for?" She asked the redhead who looked as if she was ready to fume out her ears.

"You need to stay the fuck away from my Mary Jane," she snapped.

"As far as I'm concerned, I wasn't doing anything. I was standing beside my friend minding my own business," Melanie defended herself.

"Well she seems more interested in you than she does in me, so I have to eliminate the problem," Randi explained in a tone that sent a chill up her spine. Was that a threat?

"I'm sorry, maybe you shouldn't be such an asshole," Melanie taunted. She could see the blood rising in Randi's features and it only prompted her to grin.

After that, she was pretty much about to get slapped across her face when their teacher unknowingly saved her. He came up right behind Randi and politely asked her to move from his path as he made his way to the door of the bus where he stopped and turned to face them.

"Everyone get a single-file line, please. I need to take roll before we board the bus," He requested, and the mob of students slowly complied.

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**Hope you enjoyed it as much as my original stories! And if you haven't checked them out yet, the links will be put in my profiles soon! (Or, depending on when you're reading this, they're already there!)**


	2. The Museum

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After an agonizingly long bus ride sitting in the seat directly in front of her worst enemy, Melanie and her fellow schoolmates arrived at the science museum. She didn't know how many times her seat had been kicked, her hair had been pulled and her head had been pushed forward, but she was glad to finally get off the damn bus. There had been so many times when she wanted to turn in her seat and yell at the bitch but she had no intention of getting in trouble, so she ignored it and toughed her way through it.

Now they were all standing in a long single-file line that, thankfully, she was in the middle of and not anywhere near Randi. Unfortunately, she was nowhere near Rylie either. That was the bad thing about these stupid lines, you never got to stand by anyone you knew.

Their teacher walked down the line as his explained how they were to behave while in the museum and even had time to add in a few threats of what would happen if they dared mess up.

x-x-x-x-x-x-x-x-x-x-x

_But it's a known fact that high school kids are too good for rules. It's always been that way and it probably won't ever change. That behavior is exactly what ended up costing me my normal life._

_I wasn't born a freak; it was thrust upon me. This is my story._

x-x-x-x-x-x-x-x-x-x-x

After he was done lecturing them on the rights and wrongs of field trips, the line split into small groups and Melanie and Rylie were finally together again. Each little group went in one at a time, one after the other until all the students were in and then they were stopped again. He pointed them in which direction to go and let some freshman's group lead them to the spider exhibit where a tall, young woman in a lab coat holding a clipboard greeted them.

"You must be the students from Midtown High," she said with a smile. Everyone in the large group nodded, some enthusiastically and some like they didn't even give a shit.

"I'm going to be your speaker today and I will be leading you around to see multiple species of spiders. Some of these spiders are _very _dangerous, so if you would please keep your playing to a minimum it would be greatly appreciated," said the woman. After a few moments' pause, she turned and started to lead them off toward a rather large display of different spiders.

She began a brief lecture on each arachnid and handed out papers for them to follow along with.

"That is a lot of spiders," Rylie whispered, leaning over towards her friend.

"Yeah, no kidding. I'm starting to get nervous," Melanie replied, folding her arms across her chest and hugging her papers to her body. She'd rather not see what was on the papers. She looked away from the spiders and peered off at another exhibit not far away. However, her attention was snapped back to the presenter when the woman cleared her throat and tapped a wooden desk set not too far from Abby. She drew in a deep breath and forced a smile, turning her attention back to the speaker's words and hand movements.

x-x-x-x-x-x-x-x-x-x-x

Rylie had never seen so many spiders in her life. Someone had way too much time on their hands to have found this many different species of them. None of them seemed too interesting though, they were all mostly black, brown and gray and did basic spider stuff like jumping, killing things and terrifying hopeless arachnophobics like Melanie. Although, one of them stuck out and struck Rylie as extremely odd. It's legs and head were black, but the abdomen was a metallic-like blue with a metallic red hourglass design. She tilted her head to the side a bit, examining the odd colored arachnid, and then raised her hand.

"Yes?" Their speaker temporarily paused her speech, "What is it?"

"That blue spider over there…what kind is that?" She asked.

"We're not sure yet, we're still doing tests on that one. It's a new species we just discovered a few days ago," she explained, and Rylie watched as a look of horror crossed Melanie's face. Rylie couldn't help but let out a soft laugh at her friend.

"What does it do?" Melanie asked, her eyes wide.

"We're not sure of that, either. I'd say extremely poisonous because of it's ominous color but I could be wrong, we'll have to wait on that one," the woman told them. Melanie stared at the small, clear box that held the spider for a moment before turning her wide-eyed gaze to Rylie.

Melanie had to have the _worst _case of arachnophobia in the world. Even the tiny ones set her off into a fit of "_oh my god I'm going to die_". It was awful, yet funny at the same time and Rylie felt horrible for laughing at her friend's worst fear, but she couldn't help it.

"I'd hate to be the poor sucker that gets bit by that little bitch," Rylie heard someone say from behind them, and then someone else snickered in reply. She watched as Melanie cringed at the thought and Rylie put her hands on her friend's shoulders, steering her ahead and away from the display boxes full of spiders as the lab coat woman led them further into the exhibit.

"You going to be okay, or do we need to get you out of here?" Rylie asked.

"Oh, uh, I'll be fine, don't worry about it," Melanie replied, huddling close into the crowd to keep herself as far away from the eight-legged freaks as she could.

x-x-x-x-x-x-x-x-x-x-x

After numerous tries, Mary Jane finally managed to get away from Randi for a bit. She was finally hanging with her friends for once, which gave MJ the perfect opportunity to run and catch up with Melanie and Rylie.

"Lani," she said as she pushed her way through the mob of students and saw as Melanie turned around to face her.

"MJ! Hey," she said, "Where's Randi?"

Mary Jane knew Melanie was probably still concerned about earlier, so she shrugged and pointed her thumb over her shoulder.

"She's back there with her friends so I thought I'd wander away and come talk to you," she smiled. Melanie looked so cute today with her mid-neck short, medium brown, blonde-highlighted hair pulled back into a small ponytail and normal baggy clothes. Melanie was about 5'8" and, as you would expect, athletically toned and nicely tanned. Her friend, Rylie, was a little shorter than Lani was but her hair was shoulder-length and jet black and she wasn't quite as tanned, at least in MJ's opinion.

"What's her deal? I wasn't even doing anything earlier," Melanie said as she slid one of her hands into her pocket.

"She has jealousy problems, don't worry about it. She'll get over it, and I'm sorry for her behavior," MJ apologized, but Melanie shook her head.

"No, it's okay. She isn't violent toward you, is she?"

"Oh, no, no. She's just like that to other people, unfortunately," Mary Jane explained with a sigh. Melanie nodded as if she understood, but she didn't even know _half _of it. MJ was so tired of Randi's attitude. She was tired of Randi, period. And she was tired of running from what she really wanted. She wanted to just leave Randi, break up with her and get it over with…and finally tell Melanie Lockheart how she had felt for the passed four years.

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	3. Along Came A Spider

**A/N: Okay, so maybe I still have fans p. Here is chapter two, possibly the chapter you've all been waiting for! Or...maybe not. Anyway! Here it is! Remember, read, review, but no flamers! Love you guys!**

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If she wasn't paranoid before, she sure as hell was now. All this information on the dangers of all these various sized and shaped spiders was starting to get to her head. She had no intention of getting any where near the displays, no matter how secure they were claimed to be. She and spiders did not mix, and she would much rather keep it that way.

As their trip continued, Melanie practically hid behind Rylie, clinging onto her.

"Lani, c'mon, they're not going to get you," Rylie told her.

"Yeah well, that's what you think," Melanie replied, looking up at the ceiling to make sure none of them had escaped. Lucky her, none had.

"Calm down," Rylie said softly, steering Melanie around in front of her and placed her hands on the other girl's shoulders, "they're not gonna get you."

Melanie stared at Rylie for a moment, then let out a soft sigh as she tried to relax. Since Randi had once again joined MJ, Lani had nothing to distract her except Rylie, who wasn't exacting doing her job. She was very interested in learning about the small, evil, eight-eyed monsters that terrorized her.

Unfortunately for Melanie, the trip was long from over.

"Here we have the brown recluse spiders," said their instructor. Rylie would have been listening to what she had to say if she hadn't caught a glimpse of Randi fiddling with Melanie's backpack. How Lani didn't notice, Rylie didn't know, but that couldn't be good.

"What are you doing?" Rylie asked.

"Nothing," Randi said, "her zipper was undone."

"Don't touch my--," Melanie was cut off by her friend.

"What did you do?" she demanded harshly

"I told you what I was doing," Randi replied.

"I don't believe that shit," Rylie said, "what did you put in her bag?"

"I didn't put anything in it," Randi argued. Before Rylie could say more, the speaker shut them up with a quick yet evil glare.

Finally, after the presentation, they were all starving. Their teacher led them outside where a pizza lunch was waiting for them.

"MJ," Randi said, "I'm gonna go over there to my friends, you want to come with me?"

"Uh, no thanks. I'll stay over here. I might come over there later though," the black-haired girl smiled, gently patting Randi's forearm. Randi smiled and kissed MJ softly on the forehead, making Melanie cringe. She hated seeing that. She felt like throwing a box of their lunch at the stuck-up bitch as she walked away, but she refrained herself. Instead, she turned and smiled at MJ.

"Hey," she said.

"Hey," MJ replied, "Can…we talk?"

"Depends," Melanie replied, "is it bad?"

"You're supposed to say yes," Rylie butted in. Lani glared and Rylie just smiled mockingly.

"Well, no, not exactly. Or at least I would hope not," Mary Jane told her, standing up from the step she was sitting on, "but it needs to be in private."

"Okay," Melanie said and stood as well, looking down at Rylie.

"I'll be right back," she said. Rylie nodded.

Mary Jane and Melanie walked off together, walking rather quickly to avoid Randi seeing them as they turned the corner and stood on another side of the large building.

"What is it?" Lani asked.

"It's about Randi," MJ said, side-glancing to avoid eye contact with Melanie.

"What about her?" asked the blue-eyed girl.

"I'm…I don't…" MJ took a deep breath, "I don't like her. I mean, ugh. This is so fucking frustrating."

"You don't like her…that way?" Melanie's eyebrow rose.

"Yeah! That's it, sorry," Mary Jane sighed and Melanie took her into her arms, hugging her tight.

"Are you planning on, you know, breaking up with her?" Lani asked. MJ nodded.

"I am, I just don't know how to bring it up. It's hard when you're afraid of the girl you're dumping," She said.

"True," Melanie stepped away from her friend and smiled, "You need me to help?"

"No! Melanie, she hates you! She'll fucking kill you!" MJ refused, then realized she needed to keep her voice down.

"Well, then, I'll be back up. I want to help you any way I can, Mary Jane," She said, crossing her arms over her chest. She examined MJ's face, tilting her head slightly as she saw the Asian's cheeks turn slightly pinkish.

"You okay?" Melanie asked.

"Oh, oh, I'm fine," she smiled, "Just…_nevermind_."

"You sure?"

"Yup."

"Okay, well, we should be getting back to the group," Melanie stated, "And, MJ?"

"Yeah?"

"If you ever need help, just come to me, okay?" She said.

"Okay," Mary Jane smiled.

x-x-x-x-x-x-x-x-x-x-x

By the time Melanie got home, she felt like dying. It had been a long day, and she just wanted to sleep. Sadly, she had a project to start on and assignments to finish over the weekend. She hated school, completely _hated _it.

She sat her backpack down onto her bed and unzipped it, blindly sticking her hand down into it to find her notebook. Her fingers groped around the random books and spirals until finally she found the one she wanted--and a sharp pain shot through her wrist, arm and hand.

She yanked her hand from her bag, throwing a small spider across the room as she did. Slowly, holding her wrist, she walked to where it crawled on the floor. When she saw it's strange color, she began hyperventilating, creating an intense attack of panic throughout her mind and body. It was dark blue with red spots and other designs on its abdomen. Without even thinking, her foot slammed down on the small creature and squashed it into her carpet, killing it instantly.

"Fuck," she breathed. She walked back over to her bed, stumbling slightly as she started to feel light-headed and dizzy. She wanted to yell out to her grandparents, but she didn't have the strength. She fell to her knees in front of her bed, holding tightly onto the bite as she fell to the side, landing hard on her shoulder. Fortunately for her, she was already gone and felt nothing.

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	4. Changes

Upon awakening the next morning, Melanie was relieved to realize that the powerful throbbing in her head and unbearable aches in her muscles had subsided, leaving her feeling better than ever.

For a while, she didn't get up, afraid that if she did, it would all come back. Fortunately for her, she had no school today and was in no hurry to get up. However, her angry stomach growled otherwise. She hadn't eaten since lunch the day before.

_Well, here goes nothing_, she thought to herself as her elbows bent and her hands began to push her up so that she was sitting upright. She rubbed her eyes, clearing the rest of the sleep from them. She stayed on the floor for a few more moments before finally deciding it really was time for her to get up.

Slowly, she rose from the floor, ripping articles of clothing from her open dresser drawer and stripping her clothes off as she did so. She was in a hurry to get dressed, and nothing was able to slow her down. At least, not until she looked in the mirror.

She froze, everything locking up as she stared at the reflected image of her topless self in the glass.

"Holy shit," was all she could manage as she put her hands on her abdomen, which had been flat yesterday, but was now ripped with six-pack abs. As she inspected herself further, she came to realize it wasn't just her abs.

It was everything else as well.

"What the?" she brain felt as though it wanted to break down and melt as she tried to think of a logical reason for her sudden spawn of muscles when she had worked out in ages.

_Not that I'm complaining or anything but…_, her thoughts were cut off as someone beat at her bedroom door.

"Just a second!" she said, quickly throwing on everything she had pulled from the mysterious depths of her room; her Midtown High basketball team warm-up suit and Nike tennis shoes.

"Hurry up! MJ doesn't have all day," A voice, obviously that of Rylie, called from behind her door.

_MJ? Since when…,_her mental question was answered before she could finish it.

"She wants to talk to you. She couldn't get a hold of you this morning so she called me," Rylie explained.

"Where are we meeting her?" Melanie called through the door.

"Some café, downtown," Rylie replied, "don't worry, I know the place."

"Okay, I'll be out in a second," she said as she combed and fixed her hair in a ponytail.

Moments later, she opened her door and stood face to face with Rylie—and Mary Jane. She stepped and blinked.

"Wait a second," she said, "I thought—,"

"I did it!" MJ shouted, throwing her arms around Melanie's neck and hugging her tightly.

"You…you really did it?" Lani asked, her arms wrapping around MJ's waist.

"She suspects its your fault though, so…I'd watch out if I were you," MJ explained.

Melanie nodded and smiled, "Don't worry about me, I'm just glad you got away from the relationship."

"Well, if she threatens you, don't hesitate to call the police. She's dangerous," MJ warned.

"Well," Rylie cut in, "I'll leave you two alone."

"Why?" Melanie blinked.

"You'll see," Rylie's voice was slick, mischievous. Lani knew that voice anywhere. She didn't have time to respond before Rylie started going downstairs, leaving Lani and MJ alone together.

_This is awkward, _she thought, giving Mary Jane a nervous smile.

"Want to come back to my room?" she asked, pointing over her shoulder to the room behind.

"Sure," MJ replied, and the two of them entered Lani's bedroom.

Unsure of what to say now that they were finally alone, the two silently took a seat on Melanie's bed.

"Sorry," Lani said after a moment, "I didn't have time to straighten up my room before you came, I—,"

"Shh," MJ hushed her, putting a finger over the other girl's lips. Melanie blinked, confused, while Mary Jane just smiled at her.

"What is it?"

"Nothing," MJ's smile remained, "you…are so beautiful, Melanie."

The comment caught the teenager off-guard, turning her face bright red.

"I…" she didn't know what to say.

"You don't have to say anything," MJ told her, touching her hand softly.

Melanie slowly wrapped her fingers around the other girl's hand, holding on to it tight.

"You know that I didn't encourage your break up because of this, right?" she asked, her eyes staring down at their hands.

"Because of what?" MJ tilted her head, trying to get Lani to look at her.

"This," Melanie replied, making no effort to look at the girl.

"This?" MJ said as she lifted Melanie's chin with two of her fingers, leaning in slowly, pausing only a moment before she softly pressed her lips into those of the girl she had loved before she even knew it.

Without any hesitation, Melanie kissed back with that same passion, the same longing and the relief from the tension of knowing that this was a long time coming. A _very _long time.

x-x-x-x-x-x-x-x-x-x-x

Feeling Lani's soft lips gently caressing her own made her wonder why the two hadn't tried this sooner. Was it because they were friends, or because they'd known each other for so long? Or was it because they were afraid?

No matter what the reason, what counted now was the fact that they were here, together now and closer than ever.

Long, wonderful moments passed as the kiss continued, her tongue gliding between Melanie's lips and snaking into her mouth as Lani worked to deepen their lips' embrace.

MJ slid her tongue across the other female's, exploring her mouth and loving every moment of her expedition.

Before long, Mary Jane felt her body being shifted under Melanie's weight, her back touching the sheets of the bed.

As she continued to adventure on in the tanned brunette's mouth, Melanie began to let her hands wonder down her sides, sending shivers through her body.

She was about to pull away to assure that they were ready—

—when Melanie beat her to it.

"I-I can't," she said, looking unsure of herself. MJ wasn't stupid. She knew Melanie wanted it, but something was holding her back.

"What's wrong?" MJ put her hand on the girl's cheek.

"I-I'm not ready," she said, looking just as unsure as she had before.

"Why are you stuttering?" MJ asked her, "I'm not mad at you."

"I don't know," Melanie sighed, sitting up and facing MJ, who sat up with her.

"It's just… it's like, a dream come true and it's all so…overwhelming. I've wanted this for so long and now it's finally happening," she explained. MJ smiled at her.

"I know," she said.

Melanie leaned over, wrapping her arms around the dark-haired girl and giving her another soft kiss. But as she pulled away, something caught her eye. Something thin, silver, sticky, squishy, and rope-like was coming from her wrist—

—and sticking right to MJ's back.

_What the hell?_, she thought, kissing the other girl once again to distract her while she frantically worked to get rid of whatever it was. After nearly two minutes, she finally got it off.

"What are you doing?" MJ asked.

"N-nothing. You had something on your jacket."

"Dammit. Did you get it off?"

"Yeah, don't worry."

"Okay," MJ smiled, "thanks."

"No problem."

"So…does this mean we're dating?" Mary Jane tilted her head.

"I guess so, eh?" Melanie grinned, kissing her once more.

x-x-x-x-x-x-x-x-x-x-x

"It's about damn time!" Rylie explained that Monday as MJ and Lani walked, together, from the parking lot holding hands.

"Shh," Melanie laughed, gently squeezing Mary Jane's hand.

"Let me guess," Rylie smirked, "Lani wasn't the one with the balls?"

"Bitch," Melanie glared, MJ giggling beside her.

"Nope," she said, "Lani was proved unworthy of the title 'man of the relationship'."

"Stop teasing," Melanie pouted, swinging her foot playfully against Rylie's shin.

As they played, Melanie started to feel a strange prickling sensation at the back of her head, follow by—

"Hey! You!" A voice from behind them shouted, making MJ cringe while Lani and Rylie just grit their teeth.

Melanie twisted around, watching Randi advance on her.

"You think that's cool?" Randi asked angrily, "Stealing my girl like that? Huh?!"

The girl threw her first straight at Lani's face and suddenly everything slowed down. She could see Randi's fist coming towards her head slowly, giving her time to duck and avoid the potential nose-breaker. As if she had no control over it, her own fist slammed into Randi's unsuspecting gut.

Randi leaned over, coughing hard but she didn't stay down long. Within seconds she was throwing another punch at the girl who simply moved her head to each side and even went as far as to bend backwards to avoid taking the hit.

This humiliated and angered Randi, who decided to try a different approach. She charged at Melanie, ready to rip her apart—

—and Melanie jumped, flipping forwards and over the enraged ex-girlfriend of Mary Jane causing her to trip and fall flat on her face.

Now, everyone was staring. Not at Randi, but at Melanie. Realizing that what had happened was real she became _very _embarrassed. Without a word, Melanie took off running.


	5. Birth of a Hero

**Author's Note: Hey guys, sorry for the long wait. I've been really busy and I want to thank you guys for hanging on while it took me a while. Hopefully my updates WILL become faster because I have more time to right now than I usually do. I hope you enjoy this chapter. Don't forget to read and review! - Lizzie's Illusionist**

**(Also, for those who didn't read the Author's Note, Abigail's name has been changed (edited in all chapters) to Melanie for personal reasons. Thanks. )**

* * *

She didn't stop running until she had made it to the city, far away from the embarrassment of her school's perimeter. After fleeing the public areas and settling into an alley, she bent over as she placed her hands on her thighs and took in deep, fast breaths. It took her a few moments, but it wasn't long before it hit her that she had run an easy seven miles in less than fifty minutes and not a muscle in her body hurt. It was then that she remembered her new found abs and ripped body.

She gently touched the hard muscle on her stomach and grinned. She was beginning to like this impossible, overnight change.

_I wonder what else I can do, _she thought with a smile, remembering the sticky web-like substance that had came from her wrist.

_Hmm, _she pondered, _I wonder if…_

She looked at her hands with all kinds of thoughts running through her mind. She pressed her finger tips against the rough texture of the brick wall. She waited a few moments and then pressed the toe of her shoe against the wall as well. Taking a deep breath, she extended her arms as she moved her foot up and placed the other foot against it as well. Sure enough, she was climbing.

She laughed to herself, climbing up, back down, and to every side that she possibly could. She went fast, and then slow and then she stopped moving at all. This discovery only perked her curiosity even more. She finished her climb to the roof of the apartment building and stood at the edge, peering down at all the small cars and ant-like people below her.

She looked down at her wrists, examining the cliché web design-like sacs that slightly swelled on her skin. She had no doubt of what they were, but she did doubt how to use them. It wasn't everyday that someone gained things like this.

Standing a few feet from the door that she suspected lead to a stairwell, she continued to stare at the sacs. After a couple more moments of pondering, she threw her hands out at several strange angles and hand positions. But the attempt was in vain. She sighed, discouraged but not defeated. The discouragement turned into determination; she wasn't giving up that easily. It had happened once before, all she had to do was figure out how.

She twisted her wrists around, wiggled them and almost everything else the joints could do without falling apart. Still nothing. With all else failing, she tried moving her fingers—and sure enough, it happened. With her hand facing palm up, her middle and ring finger pressed hard against her palm and her index finger, pinky and thumb sticking outward, a roped cord of silver webs hot from her wrist with a _thwip _sound, latching itself onto the door in front of her. Her jaw could have hit the floor with astonishment, her eyes wide open as she stared at what she'd done.

Slowly, she wrapped her fingers around the thick woven web and jerked her hand backwards with hardly any effort and the door came off its hinges with a loud _crack_, catching her off guard and barely giving her time to crouch down as low as she could. The web disconnected from her wrist and the door flew over the side of the building.

"Shit!" she gasped, running to the ledge and madly throwing webs, trying to catch the falling door, "No, no, no, no! No!"

Her aim was badly off and the door it the street below, shattered into thousands of pieces with a _thud_.

"Good going," she muttered to herself, glancing over at the building across from her and then down at her wrists again, smirking even as the thought came across her mind.

She squatted down on the edge, staring intently at the building ahead. Could she do it?

_I sure hope so, or the city will have a big mess to clean, _she took a deep breath and thrust her arm forward, her fingers performing the needed action that forced a thick string of web out at the building, latching onto the rough brick. She grabbed the silver rope and used her bent knees to propel herself from the edge, holding on tight. It held her, but she was closing into the wall fast and she realized that she hadn't thought as far as to figure out how she'd catch herself. She didn't feel like having a smashed face for the rest of her life, so with what little time she had left she twisted around and let her shoulder take the impact. She yelled out as the sharp pains stabbed at her and the hand dropped from the web, leaving her hanging by her only functioning arm.

"Fuck, now look what you did, dumbass," she grumbled, staring down at the road below her. She twisted her hand around, trying to get a comfortable hold on it when all of a sudden she began to descend to the ground quickly even though she was stilling holding on. She tightened her grip once again and her descent stopped—giving her an idea. She bit her lip, wincing from the pain in the other shoulder as she pressed the fingers holding on to the web against her palm and she began to descend slower, the concrete sidewalk below coming closer and closer. In a matter of seconds, she was safely on the ground again. The web disconnected from her wrist and she used that free arm to cradle the aching one.

She walked slowly, looking inside a small café's large window to catch a glimpse of the time. It had only been a little over an hour and she wasn't ready to go back yet. She didn't feel like facing her friends and Mary Jane about what had happened…she just needed to be alone. She needed to think.

x-x-x-x-x-x-x-x-x-x-x

Mary Jane sat in drama class, looking over her script for her lead role in her upcoming school play, but she wasn't really reading it. Her mind was elsewhere, where it had been all day. She couldn't stop thinking about Melanie, and the whole scene kept replaying over and over in her mind. The way she flipped and dodged, it was as if she had been practicing it all her life or…like she knew the future or something. But what puzzled her was why she ran away. The look on her face was full of confusion, leading Mary Jane to believe Melanie didn't even know what was going on. She sighed, getting up from her desk and walking to the young woman sitting behind the large desk at the front of the room.

"May I go to the gym? Something is…something has been bothering me and I…I need to talk to someone about it," she said with all the honesty in her voice that could fit. The teacher looked at her and smiled, nodding her head gently.

"Thanks," she said quietly and then turned and went back by her desk, swooping up her backpack and the script before hurrying out of the room. She broke into a sprint once she was in the hallway, practically leaping up the staircase and bolting straight into the gymnasium where Rylie was coaching her fellow teammates on their plans for the next game.

"Rylie, can I talk to you for a minute?" She touched the other girl lightly on the shoulder. Startled, Rylie jerked around and then grinned at her.

"Hey, yeah, what's up?" She crossed her arms after dismissing the girls.

"I've been thinking about Lani all day…I'm worried about her," Mary Jane sat down on the bleachers, pressing her elbows against her thighs and holding her chin up in her hands.

"I have been too…but don't worry about her. She'll be alright," Rylie smiled as she sat down beside her friend's girlfriend.

"I know but…I don't know. She looked so confused earlier."

"Yeah, I saw that too but you know Melanie. She'll be fine, she always is," Rylie leaned back against the step behind her, folding her arms behind her head.

"Do you think she'll come back to school today?"

"Probably not. She'll call one of us if she does."

"Yeah…you're probably right. I feel so sorry for her…she's going to get so much shit now because she's with me and I dumped Randi," Mary Jane sighed, looking down at her feet.

"Randi has never liked her; this rivalry goes back to middle school. She can deal with Randi. And you both just ignore the shit; don't let them give you hell. They are nothing more than stupid kids," Rylie assured her, shaking her shoulder softly.

"Now I understand why Melanie has relied on you all these years," Mary Jane laughed quietly, "You're a great friend."

"You'll be perfect for her," Rylie smiled, "I'm glad you too finally got together. It was about fucking time."

"Yeah…seriously," Mary Jane tucked her hair behind her ear and exhaled happily, "I'm glad we're together now too. She…she is so amazing."

x-x-x-x-x-x-x-x-x-x-x

Melanie sat at the edge of the lake, the toes of her shoes only inches away from the water. It was clouded with the mud from the bottom, but she still found it beautiful in a way. She dipped her uninjured hand in the water, pulling up a rock from the mud and sliding it across the smooth surface until it sank and caused ripples to roll through it. She watched it until the ripples faded out and she fell backwards, laying down on the grass and staring up at the sky. Her eyes fluttered closed, the sounds of the gently moving water her lullaby, and just as her subconscious was about to take over, she heard a loud crash from the streets by the park.

Before any thought could enter her mind, she was already up and running. The adrenaline and worry pumping through her veins pushed her to run faster, not slowing until her shoes scuffed the sidewalk in front of what had to have been the worst car accident she had ever seen. One car was split in two by a motorcycle which was still partly stuck inside the remains of the vehicle, with another vehicle halfway on top of it.

As she stood there looking at the scene before her, all the noise and panic of the streets was drowned out by the only sound her mind would allow her to hear. The sound of a crying child coming from inside one of the totaled vehicles.

Anger, sadness, all kinds of emotions flooded over her as she stared at the pile of metal unnaturally forced together and she still didn't know what to think. All she knew was that she wanted this to stop. She wanted it to stop…and she was going to be the one to make it happen.


	6. Your Friendly Neighborhood SpiderGirl

**Author's Note: Told you guys I'd have another update out soon! I really hope they will stay this frequent, or maybe a few days off here and there but I'm back and fully operational! Read and review, love you guys.**

* * *

Melanie stared ahead of her, at the outfit laid out on her bed. It consisted of blue jeans, a solid red sleeveless hoodie and a blue turtle neck. On the side of it was a red balaclava with no opening for her mouth, only her eyes. On the top middle of the hoodie, she had expertly airbrushed on a black spider shape, nothing elaborate, just a silhouette. The outfit wasn't what she really wanted…but it would have to do while she figured out how to make the real one. She needed to mask her identity, she didn't want to face what the public, her friends or even her family would say if they knew she had become a freak.

She turned her attention away from the makeshift costume and pulled out a drawer on her computer desk, taking out a sketch pad, a pencil and an eraser along with some colored pencils. She set the materials on her desk and closed the drawer before sitting down in her comfortable chair. She pushed the keyboard to the side, leaving plenty of room for her drawing needs thanks for her flat-screen monitor.

She tapped her pencil against her chin as she stared down at the blank piece of paper, pondering the endless ideas of costume designs. With a few ideas already in her mind clearly, she began to sketch out the outlines of what she wanted and every time she thought of a color, she took the time to stop drawing and write it down off to the side….while on the other side she began to write down names. It didn't take her long before she had a list down the page, but only one was really appealing to her. All the rest sounded ridiculous and childish except this one. This one she liked the most out of the list of nonsense.

_Spider-Girl._

**x-x-x-x-x-x-x-x-x-x-x**

It was after midnight before she left her house in her new outfit and now she was sitting on the wall of an apartment complex downtown. Her back was pressed against the rough brick while her feet laid flat and her arms rested at her sides, her fingertips lightly touching the wall just enough to help hold her up. She looked down at the city below her, still lively as ever even though it was nearing 1:30 in the morning. So far it seemed pretty tame, not much need for a superhero yet but she knew it wouldn't be long because there was always _something _happening.

It looked like all the bars were packed and given the time they probably were, and every single person in there was more than likely drunk. There were also the strips clubs and the late night restaurants…she had a lot to look after.

_Am I really ready for this? Am I really ready to take on something this big…a responsibility this important? _She thought to herself, staring into the lights that were New York City. _No, stop it. You already made this decision; you can't back out of it now. _

She nodded to herself but it only made her a little more secure, she was still shaky about the whole thing. But as she continued to stare down below her, she began to become more convinced that she'd made the right choice, whether she was ready or not. Everyone had to on responsibilities eventually…and hers just happened to be too big too soon.

_But I'll be ready. I have to be._

She exhaled slowly, inching down the wall to get closer to the ground to make sure she wasn't overlooking anything right below her. She didn't see anything, and just when she was getting ready to swing to a different side of the building, she felt that slight tingling feeling in the back of her head…the same feeling she felt before Randi attacked her.

At that moment, she heard voices from the roof of the apartment building—a male and a female—and it sounded like trouble. She back flipped against the brick to propel herself up the wall faster and as soon as she got a good grip on the wall she quickly scurried up the side and grabbed onto the ledge, throwing herself up into the air and cart wheeling onto the safety of the concrete roof.

In front of her was a man forcing himself onto a younger girl, his hands gripping onto her wrists and pinning her against the door, his body restricting her weak struggles.

"Hel—," The girl screamed out, but was quickly cut off by one of the man's hands, which freed one of her wrists.

"No one will hear you up here you little bitch," He sneered, pulling her away from the door and then slamming her against it again.

"Sorry to interrupt but I don't think she likes you," Spider-Girl said with a strong feel of smartass in her voice. The man jerked around, glaring at her as his hands balled into fists.

"This isn't Halloween kid," he said, "Why don't you fuck off?"

"Sorry bud, but I don't swing that way," she replied, cocking her head to the side.

"Why don't you mind your own business," He snapped, picking up an object she couldn't identify and throwing it at her as hard as he could. She caught it in her hand and tossed it back without even thinking and it pegged him dead-on in the forehead.

_Damn! That was cool!_

The man noticed that she had let her guard down as she mentally praised herself for the nice shot and took it as the time to run at her and tried to throw a punch in—but she caught his fist in her hand and slammed her own into his gut. She watched as he doubled over and fell to his knees, his arms wrapped around his stomach.

"Girls aren't supposed to hit that damn hard," he groaned.

"What was that?" She asked, throwing her foot into his side and causing him to roll over, "They really were right when they said men don't get any smarter when they grow up."

She kicked his side once again before walking over to the girl who he had assaulted. She wrapped her arm around the girl's shoulders and looked at her with concern in her eyes.

"Are you okay?" She asked.

"Y-yeah, I just…I-I wanna go home," the girl stuttered, shaking and throwing her arms around Spider Girl's neck.

"I'll take you home, don't worry," Spider-Girl assured her as she pressed one of her arms against the back of the girl's knees, knocking her off her feet and up into Spidey's arms. She held her in her arms gently while the girl kept her arms wrapped tight around Spidey's neck which made her a little more confident about web slinging with someone else tagging along with her.

She slowly approached the ledge, looking around for the easiest building to swing from. She spotted a taller one to the side of her and quickly threw out a web, grabbing onto it with one hand and holding tightly onto the girl with the other—and jumped.

**x-x-x-x-x-x-x-x-x-x-x**

Melanie didn't make it to bed until almost three that morning. She was exhausted and had almost forgotten to strip off her makeshift costume before climbing into bed in nothing but her men's lounge pants and her Queer as Folk t-shirt. She snuggled into her sheets, closing her eyes with a smile on her lips.

Several images from the past few days scrolled through her mind, starting from the field trip and leading her all the way until she dropped that girl off at her house and she let out a content sigh. She had no doubt in her mind anymore that this wasn't for her. She knew it was what she was meant to do, her destiny. That was the only she could explain it, the only way that made sense.

_I really am ready for this. I'm really ready for Spider-Girl. _


	7. Suspension

**Author's Note: Yay! Another update!  
**

* * *

Mary Jane stared at her math test, her eyes examining the questions as her mind tried to figure out what was wrong with Melanie. She had been out of it all day, falling asleep and completely zoning out as if she couldn't get something off of her mind. MJ knew Melanie very well, well enough to know that the fight from the day before wasn't what was bothering her. Something else was eating at her; MJ just didn't know what it was.

When she turned her head to look at Melanie, the girl had her head on her desk fast asleep. Although it was adorable and she really looked like she needed the sleep, the poor girl had a very important test in front of her. Mary Jane gently kicked Melanie's chair, startling the girl back into consciousness.

"Do your test," she said softly, poking the sheet of paper with her index finger. Melanie groaned and sat up straight, her back resting against the chair as her left hand gripped her pencil weakly.

"Do I have to?" She pouted and MJ smiled at her, nodding slowly.

"Yeah…," she said in a gentle voice, "We can't have you failing, now can we?"

"Fine," the right corner of Melanie's lips lifted up into a small smile.

"Mary Jane and Melanie, do you two want that zero?" Their teacher sneered over her gold-rimmed glasses. Mary Jane giggled softly and Melanie grinned as the two of them turned their attention back to the tests.

**x-x-x-x-x-x-x-x-x-x-x**

Melanie punched the numbers into her calculator, chewing on her bottom lip as she concentrated the best should could on the last few problems of the test. Mary Jane was already done with the test and had started on her latest chapter of From the Ground Up. It was some how-to-be-a-pilot book, or something. She didn't pay attention much to it; she just stared up at MJ and pictured her in the hot uniform the female pilots always wore. Of course MJ would catch her on it and they'd end up wrestling…but that was before they had gotten together. Since then, it had only happened once given that they'd only been together less than a week, and the time it did happen and MJ caught her it ended in a make out fest.

_No, stop thinking about that! Finish the damn test…class is almost over_, she thought to herself, forcing her concentration back onto the problems at hand instead of concerning herself on what Mary Jane was doing. She had the tendency to do that a lot. When she watched Mary Jane, all other thoughts would escape her mind while it focused on everything MJ. She was so beautiful, an angel sent down to earth. It was like her beauty was untouchable, as if Melanie's hands weren't worthy of even thinking about lightly grazing the skin of such a being. No one was worthy of such a thing, but Melanie was lucky enough that MJ had chosen her as her girlfriend over everyone she could have had.

It wasn't until the loud bell rang above her head that she finally realized she was staring at Mary Jane instead of finishing her lost problem.

"Dammit," she mumbled to herself under her breath as she quickly jotted down the last part of the problem and then hastily packed her things.

"What were you doing?" Mary Jane asked as Melanie leaned over a row of desks to give their teacher her test.

"I got distracted," Melanie blushed, looking down as she shoved her math book into her backpack.

"With what?" MJ threw her own backpack onto her shoulder as she turned to face Melanie.

"You," Melanie's faces became a brighter shade of pink.

"Me?" MJ smirked, wrapping her arm around Lani's waist as they left the classroom, "What about me?"

"How amazingly beautiful you are," replied Melanie, her cheek leaning against Mary Jane's shoulder.

"Aww," MJ squeezed her girlfriend's waist gently, "You are so sweet."

Melanie's blush became deeper and she stayed quiet. She still hadn't gotten over the lift of restrictions that friendship had once had on them before it became more. Part of her couldn't believe that they were actually together now. She didn't blame that part; it had taken them six years.

As they walked out of the crowded school together, Melanie could feel Randi's glare burning through the back of her head. She was really starting to get annoyed with this. It wasn't like Randi was in love with Mary Jane, and MJ certainly wasn't in love with Randi. Randi just wanted an attractive, sportive and extremely smart girl to hang on her arm. That's all Randi ever wanted with any girl. Her relationships for all for show and would never meet anything. She was destined to die a crazy cat lady.

"She's staring at me, isn't she?" Melanie asked, just for conversation filler and for a few laughs.

"Yeah," Mary Jane said after she casually looked behind her for the answer, "Might wanna walk faster, she might try another _surprise _attack."

Melanie and MJ both laughed for a moment before Melanie pulled her closer and kissed the side of her face.

"Surprise attacks don't work on me babe," she smirked.

"Not even ones like this?" MJ grabbed Melanie by the arm and twisted her around, slamming her up against the lockers and practically forcing Melanie into a deep, hard kiss. Melanie let out a gasp of surprise as she felt Mary Jane's hands sliding to her waist as the kiss got deeper, harder and a lot more passionate. MJ's tongue found its way into Lani's mouth by snaking itself through a small part in her lips, the pink muscle wrestling with Melanie's as her hands found her ass. Melanie wiggled a little, but MJ stopped her with a quick squeeze of her captured ass as her body pressed more into Melanie's, pinning her to the lockers with no escape. Melanie tried to put her hands on her girlfriend's hips but MJ quickly put an end to that idea when she grabbed Melanie's wrists and held them tightly against the metal cabinets behind her.

Before Melanie's eyes slowly closed, she caught a nice glimpse of Randi's very pissed off expression at the whole situation and by the smile she felt spread against her lips, she knew that Mary Jane had seen it as well. Now, both girls had their eyes closed tightly as they melted into one another's kisses and everyone else didn't matter to either of them.

It was like that for several long, wonderful moments until she felt Mary Jane ripped from her body and when she opened her eyes, the principal was standing in between them.

"Oh shit," Melanie groaned. The feeling was mutual.

**x-x-x-x-x-x-x-x-x-x-x**

"Two-day suspension," the principal concluded, setting his pen down as he signed the papers that sentenced them to their punishment.

"Are you kidding me?!" Melanie stood up from her chair, slamming her hands down on the desk, "We were just _kissing_! And it was after school!"

"After school in front of everyone," he replied, "That is unacceptable."

"Why two-day suspension? Or suspension at all!" Mary Jane fought, "We should just get a detention!"

"That is too big of an offense to just let it slide with a detention, Miss Huang," The principal said as he stood up from his chair and began to walk towards his office door, "You are dismissed. We will see you back in a few days."

He left his office, leaving the two of them alone in the principal's office.

"Stupid bastard," Mary Jane muttered, angrily standing from her seat and before she could even turn to face her, Melanie had already pushed her down onto the man's desk. She held her down, kissing her hard as the lower half of her body slowly grinded into MJ's hips. Mary Jane didn't even bother fighting it, she was just as pissed off and vengeful as Melanie and so she kissed her back, rocking her hips upward to meet Melanie's constant motions. When Lani's movements became harder and more forceful, Mary Jane let out a moan that alerted a few members of the office staff into the office, gasping in apparent disgust at the picture before them.

**x-x-x-x-x-x-x-x-x-x-x**

"You guys seriously got a week suspension for that?" Rylie's jaw dropped when Melanie told her the news, "Well, I understand the making out in his office but you were already getting two days for just making out in the hallway? Shit dude, next time just start fucking. Make it worth it!"

"Oh you don't understand, it _was _worth it," Melanie grinned, "She is so fucking hot when she's aggressive like that. Who knew such a nerd could be so sexual."

Rylie laughed, sipping her soda from the lime green straw in her glass, "How are you guys…as a couple?"

"We're great," Melanie smiled, tucking her hair behind her ear, "She's amazing. I'm so, so glad that she and I are finally together…I…I can't believe we waited so long."

"Me either, shit," Rylie flicked her straw at her friend, sending little droplets of Dr. Pepper into Melanie's face, "It's about damn time."

"Yeah, ser—," Melanie was cut off by the tingling at the back of her head again and the sounds of police sirens, only this time it was stronger than normal—and then she heard the screams of several civilians right outside the café window.


	8. A Long Time Coming

**Author's Note: Hey guys, I'm back with yet another new chapter. I hope you guys enjoy it and don't forget to review! They keep the updates faster!  
**

* * *

Melanie had made a quick getaway from Rylie, changing into her hero garb and escaping to the streets as fast as she could. The streets were crowded with police cars and several other emergency vehicles, and to top it all off there were about ten masked men holding five people at gunpoint. As the police aimed their guns and the SWAT team readied their rescue, Spider-Girl swung over to the nearest wall—right behind the criminals.

"Hey guys," she said, taking one hand off the wall and waving at them as they stared up at her. Before she could let out another smart asses comment, the hostiles began firing their guns at her as the fierce tingling sensation took over her head. She expertly dodged the incoming bullets, almost looking as if she was break dancing against the bricks.

"How long have you been doing this?" She asked as she flicked her wrists, throwing out her webs and jerking the weapons from the men, "Because you guys suck!"

The men shouted obscenities at her, their attention on her fully while the SWAT team took the hostages to safety. They tried to throw things at her but all the attempts were in vain. Taking the weakened situation to her advantage, she wrapped her webs around their bodies and left them trapped for the police as she swung away and out of view.

**x-x-x-x-x-x-x-x-x-x-x**

After everything had calmed down, Melanie returned to the café. Luckily, Rylie had returned as well and wasn't mad at her for leaving.

"Dude, where did you go? You missed the coolest thing ever!" Her friend's eyes were wide open, a huge grin on her face.

"I got lost in the crowd," Melanie replied, "What happened?"

"You didn't see? Dude! There was a fucking…spider chick! She webbed them dude!" Rylie said, practically bouncing in her seat.

"You're lying," Melanie blinked, leaning in to the table.

"No! I'm fucking serious! She stuck to the walls, swung on webs _and _shot them out!" Rylie argued, "She was a fucking spider chick!"

"Damn. I can't believe I missed that!" Melanie lied, hoping she sounded believable.

"I was amazing," Her friend said, "I wonder who it iwas."

"Me too," Melanie said, "I like her outfit."

"Too plain, she needs spandex like Superman," Rylie joked.

_Spandex! That's a great idea! I love you Rylie!_

**x-x-x-x-x-x-x-x-x-x-x**

"Doctor Octavious!" Mary Jane exclaimed to herself excitedly as she scrolled down a list of famous scientists, "I'll do my physics report on _him_!"

She clicked on his name, bringing up a brief biography and an article on the man. Without bothering to read it first, she printed it out as she organized her binder and important study materials. She rearranged a few random items on her desk, putting all said materials onto the wooden workplace. By then the article was finished printing, and as she reached for it she noticed a big, bolded headline: _Dr. Octavius to Do Next Project in Manhattan._

_This is perfect! _She thought to herself, reading the article further. She looked it over briefly and then again to find the date that he would be in town. _This Friday! Maybe Melanie will go with me before we head down to the movies…I wonder if she and Rylie are still hanging out. Should I call her?_

She glanced down at her cell phone which lay dormant on her desk. It wouldn't take but a few moments to talk to Melanie about it, which gave her more reason to go ahead and call her now. _Fine…she can't be _that _busy._

Mary Jane picked up the small red device and slid it up, dialing in Melanie's number and pressing it to her ear as it rang.

"_Hello?" _Melanie's voice was low and calm, like it normally was. The smooth, beautiful sound Mary Jane had fallen in love with.

"Hey baby, you still out with Rylie?" MJ asked with a smile.

"_Yeah, you okay? What's up?"_

"Oh, nothing. I just had a question about Friday morning, before the movies," She replied, standing from her computer chair and making her way over to her bed, plotting down on it and then lying backwards.

"_What is it?" _Melanie's voice was still just as soft.

"Well, I have to do a physics report and I was wondering if you could take me somewhere so that I can interview someone. Someone important," Mary Jane couldn't help but sound excited.

"_Yeah, definitely. Who do you have in mind?" _Melanie asked.

"Well, you know Doctor Octavious?"

"_Yeah, I've heard of him in science class. Why?"_

"Well, he's coming to town to do his next _huge _project on Friday! It'll only be a couple hours and it's Friday morning so it won't interfere with out movie at all," Mary Jane's voice got higher in her more than obvious excitement.

"_Oh, cool! Yeah, that's fine. Where is he gonna be? And what's his new project?" _

"He's going to be at an Oscorp building downtown. I'm not sure what it's called but I _do _know where it is. He's trying to create a type of infinite energy source for everyone, to reduce prices and help the economy," Mary Jane gushed, "I _really _want to do my paper on this!"

"_Then you will," _Mary Jane could hear the smile in Melanie's voice,_ "Let me know what time so I can be there to pick you up at a reasonable time."_

"It's at ten in the morning," MJ told her, marking it on her calendar as she said it.

"_I'll be there at nine."_

"Alright," Mary Jane smiled, "And are you gonna call me later?"

"_Yeah, we'll be done hanging out in about an hour or two. Do you have any plans for tonight?"_

"No, do you?"

"_No. Do you want plans for tonight?"_

"If they are with you, of course," MJ sat up on her bed, twirling her finger in a few strands of her black hair.

"_I'll pick you up at eight."_

"Where are we going?"

"_It's a surprise," _Melanie's voice entered a playful and mysterious tone, _"I'll talk to you in a little bit, baby."_

"Definetly. I'll see you then."

"_Bye baby."_

"Bye sweetie."

Mary Jane pressed the _end _button on her phone and set it down on the edge of her bed. She sat there, staring at the ceiling and smiling as she thought of all the places her girlfriend could possibly have it mind. _Come on Mary Jane, she's Melanie. You can't get inside of her head without getting carried away. There is no telling what she's thinking of._

She grinned to herself, pushing herself off of the comfort of her bed and scurried to her closet. She swung the doors open and looked over all of her outfits and none of them seemed to appeal to her—until she saw the outfit she had stuffed away into the depths of her closet.

**x-x-x-x-x-x-x-x-x-x-x**

Melanie wrapped her arm around Mary Jane's waist, the two of them walking hip-against-hip down the concrete path of Central Park. Mary Jane was bundled up in a pair of Melanie's smaller pants and one of her shirts, and to complete it all, Melanie had wrapped her leather jacket around her. She didn't understand how Melanie stayed warm in her turtleneck and jeans, but she didn't bother to ask her. She usually didn't like silence, but this particular silence was enjoyable. The quiet walk through Central Park with her girlfriend was calming and had taken away all her previous thoughts about anything else.

"You're awfully quiet," Melanie said, gently rubbing MJ's hip as she looked over at her, "You okay?"

"Yeah," Mary Jane smiled and it took all the effort she could put out just to stop herself from melting into Melanie's comforting arms, "I'm just enjoying all of this. Thanks for bringing me here."

Melanie blushed and stopped walking as both of her arms slipped around Mary Jane's thin waist. She pulled the other girl close to her, her embrace becoming tighter as Mary Jane returned it gently. The two stood there for a long time doing nothing but holding each other. The world was no longer around them; it was only the two girls lost in happiness.

It was moments later before either of them did anything, but finally Melanie pulled away slightly as her arms slid around and rested on Mary Jane's hips. Her bright blue eyes stared down into Mary Jane's dark brown ones as if she was trying to peer down into her soul before she smiled and leaned in, gently kissing the lips of the angel in front of her.

"Mary Jane…" She said quietly after she slowly pulled away, her eyes remaining on MJ's, "I've been meaning to tell you this for a long time…I just…I never once had the nerve to even try and I wish now that I had said this a long time ago but…we're together now and that's all that matters."

"What is it?" Mary Jane lightly touched Melanie's cheek, her fingernails softly stroking her soft skin. Melanie smiled warmly, her hand pressing against Mary Jane's as her fingers wrapped around it and squeezed gently.

"Mary Jane…" She started again, her voice quieter and more gentle, "I love you."

Tears stung Mary Jane's eyes as she stared up at Melanie, her arms wrapping around the girl once again as she pulled her into another embrace and then another kiss, a kiss returned so gentle and passionately that Mary Jane finally melted right into her, "I love you too, Melanie."


	9. Demonstration Destruction

**Author's Note: Yay! Another update! Sorry for the issues earlier, this chapter is now back up and running.  
**

* * *

Melanie and Mary Jane walked arm-in-arm into the large Oscorp building, both of them holding the fifty dollar each tickets in their hands as they walked up to a tall, dark-haired man in a suit. They handed the tickets to him and he smiled at them, nodding his head in approval for them to enter. Melanie had talked MJ into wearing a women's business suit while Melanie was wearing black dress slacks and a belt with a white dress shirt tucked into her pants. In one of her pockets, Mary Jane was carrying a small note pad and a pen to jot down notes on everything that Dr. Octavious said in his demonstration. Melanie brought a spare notepad just in case she ran out of room, but she was really only there to accompany Mary Jane and watch the experiment. She wasn't that much into science unless she wasn't the one doing it, so this was one of the only things in the subject that she enjoyed.

"Welcome ladies and gentlemen," A middle-aged man with dirty blonde hair stepped out into the view of the public gathered in the large room, "Welcome to the official premiere of Dr. Otto Octavious' newest project, performing a sustained fusion that will create an infinite energy source for the world. I would like to welcome here to Oscorp, Dr. Otto Octavious."

At his cue, a heavy-built man in sweatpants and a tank top emerged into their view, smiling and nodding at his amused audience.

"Sorry for my informal attire, let me explain," he began as he walked over to a machine that looked like a giant doctor's scale which held a spine-like metal creation connected to four mechanical arms that looked freakishly like the monsters Melanie had seen in Tremors, "I have come up with a way for everyone to enjoy the luxury of energy with an infinite source energy created by a sustained fusion. This outfit will make this process easier and you will see why in a moment."

He stepped toward the giant scale and stepped up on it backwards so that his spine aligned with the mechanical one, "These arms are built with very advanced artificial intelligence…so intelligent that they have the ability to develop minds of their own. The arms are important because of the amount of heat that the fusion with the tritium will emit. Without them, it would be as dangerous as putting your hand on the sun itself."

Dr. Octavious backed up closer to the mechanical spine and calmly explained what he was doing, "This mechanical spine-like machine you see here has several needles along it which will imbed themselves into my own spine, and with neural inhibitor chip I will be able to control the arms instead of them controlling me. My outfit is going to make the process of connecting it easier."

"Wow…" Mary Jane whispered softly, her eyes big in amazement as she watched and listened to his explanation. Melanie turning her head in MJ's direction for a moment, catching the adorable look on her face but bit her tongue back from saying anything. Dr. Octavious continued with his demonstration after a brief pause when the needles lodged themselves in his back and the inhibitor chip pressed into his skin and lit up in a dark blue color.

"The tritium, please," he more stated than asked, waiting for his young male assistant who handed him the disco ball looking tritium, "Thank you."

He let the tritium go, the substance floating in the air as a result of the other chemicals and things that he had emitting from the machines surrounding him. He slid a pair of black goggles over his eyes as he turned around and faced his audience members.

"Watch and be amazed," He grinned, and then turned back around and concentrated hard, the metal tentacles approaching the floating tritium, working at it as it slowly got bigger and bigger until it eventually looking like a growing fireball. The audience, including Melanie and Mary Jane all gasped in wonder, Mary Jane's eyes so big that they looked as if they'd fall right out of their sockets. They watched the orb transform and rotate right in front of them, its light mesmerizing them so much that they didn't even hear the rest of the professor's explanation. All they could do was watch in awe, even his assistants were lost in the moment.

Dr. Octavious continued to work, the ball becoming larger and larger until a small alarm started going off—and his assistants panicked.

"Sir, it's becoming unstable. We need to cut the power!" One of them yelled, but Dr. Octavious quickly stopped him, his face flushed with desperation as his ego deteriorated along with everyone's hope for a successful experiment.

"No! It's a minor glitch, it will stabilize!" He shouted, his concentration faltered and the arms tries to break from his control, but as soon as his focus was returned, so was his ability to control the mechanical tentacles that were so very important to the fusion's handling. His concentration increased drastically as the ball began to go out of control again, but while everyone else around him was panicking, he stayed calm and continued to baby the ball as it pulsed and became larger.

Just as they thought that they had the fusion back under control, an arc of fire-orange light struck out from the maturing orb. It lashed out, destroying parts of the wall and other objects in its path.

"Sir! Shut it off!" One of the assistants yelled.

"What the hell is going on?" Mary Jane wondered, glancing to her side and was shocked to realize that Melanie was no longer beside her. She hadn't even felt her move away!

"Flip the switch, Otto," said a voice from the top corner of the room, directly behind Mary Jane and the rest of the audience, "Shows over."

"Who the hell are you?" Dr. Octavious shot, his focus faltering once again as he tried to keep up with the girl clad in red and blue spandex who had leaped from the corner all the way to the wall—just above the plugs to his machine which kept the reactor going.

"I'll tell you after you shut this off," She replied, dropping down to the ground as several more arcs shot from the ball. She wrapped her arms around the oversized cords, tugging at them with all her might.

"What are you doing? No!" He yelled, throwing one of the tentacles at the webslinger's back. She didn't have enough time to dodge and the blow knocked her into the wall, her body sliding to the ground and hitting the floor before she was able to retaliate. The magnetic field of the ball began to suck in anything it could; jewelry, pens, clipboards…everything—including the metal frames holding the windows. When the frames caved in, it caused the glass to shatter, sending pieces of sharp edged glass at the audience. At Mary Jane.

"Look out!" Spider-Girl shouted, diving from behind the reactor and tackling MJ to the floor, saving her girlfriend from the largest shard of glass and letting it imbed itself into the wall behind them.

"T-thanks," Mary Jane said, balancing herself on Spider-Girl's arm as she stood up.

"No problem," Spider-Girl replied, "Get the others out of here, quick."

"I can't," Mary Jane told her, "My girlfriend…I can't find it. I turned around and she was gone and I'm not leaving without her!"

"Just do it, I'll find her. Go!"

Without waiting for a reply from her, Spidey made a heroic leap at Dr. Octavious, bringing him down to the ground and then jumping on him to propel herself back over onto the wall in which she dropped down from and landed back beside the large power cords. While Dr. Octavious fought to get up, Spider-Girl, in one mighty pull, disconnected the plugs from their power source in the wall, shutting off the power to the reactor. The force of the pull knocked her backwards, her body slamming against one of the supporting spikes of the reactor. It was already unstable from the magnetic pull of the fusion ball and the impact of Spider-Girl's body against it finally uprooted it from the floor and it fell—landing on the struggling Dr. Octavious.

"Fuck…" She groaned, kneeling down beside the man who was not moving and it didn't seem like he was breathing. She lifted the spike off of him and tossed it aside and with a deep breath, she lifted him up as well and carried him over to the window, "You should have laid off cookies and doughnuts during your research, spider strength only allows me to carry so much."

She judged the distance of her jump and without a second thought she leapt out the window and thankfully landed gracefully on her feet. She walked down the street holding the professor as the audience from earlier watching from the sidewalk. Many of them whispered about her and she could hear and see the flashing of cameras but she ignored it and kept walking until she reached the hospital.

Little did she know the inhibitor chip was no longer glowing. It wasn't even there at all.


	10. OUTDATED! See Next Chapter!

Okay guys! This "chapter" is outdated in terms of where to find the rebooted series! In order to alert everyone, I'm just gonna delete the previous info here and then post the NEW info in the next chapter!


	11. Official Reboot Information Chapter!

Alright, guys. I know it's been a while and a lot has changed/happened since I posted the original update saying that the series had been rebooted/moved. I've got some new info for you guys, if you want to read the new series!

It is no longer hosted on this site, due to a change in format and a different approach to the overall story. It's been rebooted, in A LOT of ways, as a virtual series on a virtual network know as "EVPtv". It doesn't go by the title "Sensational Spider-Girl" anymore and instead has the title "The Outcasts"!

It hasn't started "airing" yet (as in, no episode have yet to be posted just yet), but it premieres in September! Once it airs, there will be an update every Monday!

So if you wanna follow it, I'll give you directions on how to find it since this site refuses to allow me to post links. If you still have questions, shoot me a PM or visit my profile, where I'm going to try to post a link in there just in case. But don't hold me to that in case they don't allow that, either! Anyway, onward!

Go to Google.

In the search bar, type in "Excelsior Virtual Productions"

The first link you see should be to a proboards forum called "excelsiorproductions". Click that.

Under the "Action" category, you'll find "The Outcasts". Click that.

Once in, you'll find a thread "About the Show". And then a sub-forum for "Season One". In there is where you'll find everything you want!

Also, on EVPtv, my name is "Aimee Nicole", so feel free to hit me up there if you want!


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